It must be noted, however, that inasmuch as the offerer may make his offer in such terms as he pleases, he may reserve the right to revoke without notice. Generally, also an offer made by an advertisement may be revoked by advertising such revocation as extensively as the offer had been advertised.40

41

Consequently, in the case of Sears v. Eastern R. R. Co.,1 a recovery was allowed because the change of notice in train time was not advertised as extensively as the original time table had been advertised.

Of course, if an offer has been accepted before revocation, it may not be revoked. Nor, as has been indicated, may an offer be revoked which is kept open by a contract.42

22. Continuing offers. Offers may be so made as to be capable of several acceptances, either by the same party or by different parties. These are called continuing offers, and there is a new contract upon each new acceptance of the offer. But the offer may be revoked before there is a subsequent further acceptance. This situation is illustrated by the case of Offord v. Davies.48 Messrs. Davies made a written offer to Offord, the plaintiff, that if Offord would discount bills for the "C" firm, Messrs. Davies would guarantee the payment of such bills to the extent of £600 during a period of twelve calendar months. Some bills were discounted by Offord, and duly paid,

40 Shuey v. United States, 92 U. S. 73.

41 14 Allen 433 (Mass.).

42 § 17; Brauer v. Shaw, 168 Mass. 198, LEADING ILLUSTRATIVE CASES; Dickinson v. Dodds, L. R. 2 Ch. D. 463 (Eng.), LEADING ILLUSTRATIVE CASES.

48 12 C. B. (N. S.) 748 (Eng.).

but before the twelve months had expired Messrs. Davies revoked their offer and announced that they would guarantee no more bills. Offord, however, continued to discount bills, some of which were not paid, and then sued Messrs. Davies on the guaranty for bills discounted after the notice of revocation had been given. It was held that the revocation was a good defense to this action. The alleged guarantee was in effect a continuing offer, extending over a year, of promises for acts, and of guarantees for discounts. Each act of discount turned the offer into a promise; but, nevertheless, the entire offer could at any time be revoked, except as to discounts which had been made before notice of revocation had been given.

23. Counter offer-Inquiry-Quotation.-A counter offer may be accepted by the party whose offer is rejected. But a mere inquiry may not be accepted and become a contract. Thus, A offers by a letter to sell B his horse and wagon for $500. B writes that he will buy A's wagon alone for $100. A writes back accepting B's offer for the wagon. This is a counter offer by B. When A accepts this counter offer a contract is created. The original offer of A, however, has been terminated.44

In the case of Hyde v. Wrench,45 A offered to sell a farm to X for £1,000. X said he would give £950. A refused, and X then said he would give £1,000. When A declined to adhere to his original offer, X tried to obtain specific performance of the alleged

4 Pratt v. Trustees, 93 Ill. 475, LEADING ILLUSTRATIVE CASES. See § 18. 45 3 Beav. 334 (Eng.).

contract. The court held that an offer to buy at £950, in response to an offer to sell for £1,000, was a refusal of the original offer, and a counter offer. Consequently, the original offer terminated.46

But suppose A offers to sell B his horse and wagon for $500. B writes back, "Will you also sell the harness for $25 more?" A writes, "Take the wagon, horse and harness for $525:" Thus far no contract has been created, for B's letter was merely one of inquiry, and did not offer to buy the harness for $25, nor to buy the horse and wagon for $500, nor to buy all three for $525. In short, there was no counter offer which A may accept, as in the example given in the preceding paragraph.*

Similarly, a quotation is not an offer. "We quote you San Francisco bonds at 90," is not an offer that may be accepted.48

24. Offers at auction.-The bidder, and not the auctioneer, is the one who makes the offer in an auction. The auctioneer merely solicits the bids.49 The bids made are simply offers, are not binding, and may be withdrawn at any time before acceptance. The acceptance is announced by letting fall the hammer and knocking the article off to the bidder. Then a contract is created, and of course the bid or offer is no longer revocable.

25. Orders for goods.—An order sent by a person

46 Minneapolis, etc., Ry. Co. v. Columbus Rolling Mill, 119 U. S. 149; Anson, Contracts (Huffcut's 2d ed.), § 57.

47 Asking for an extension of time is not a counter offer, but an inquiry. Stevenson et al. v. McLean, 5 Q. B. 346 (Eng.).

48 Johnson Bros. v. Rogers Bros., 30 Ont. 150 (Can.).

49 Payne v. Cave, 3 Term. R. 148 (Eng.); Langdell, Summary of Contracts, § 19; Fisher v. Seltzer, 23 Pa. St. 308, LEADING ILLUSTRATIVE CASES.

to a dealer for goods is an offer to buy, and does not become a contract until it is accepted by the dealer, or some act is done on the faith of it, as the shipment or delivery of the goods.50 It is a contract as of the state of acceptance.51

26. Knowledge of terms of offer.-If an offer contains on its face the terms of a complete contract, the acceptor will not be bound by any other terms intended to be included in it, unless it appear that he knew of those terms, or had their existence brought to his knowledge and was capable of informing himself of their nature. Cases which illustrate this rule arise when a contract has been made with a railway company for the safe carriage of the plaintiff, or of his luggage; or for the deposit or bailment of baggage in a cloak room. In each case the document or ticket delivered to the plaintiff contained terms modifying the liability of the defendant, the offerer, as carrier or bailee; in each case the plaintiff, as acceptor, alleged that the terms were not brought to his notice so as to form part of the offer which he accepted.

Where the person who received the ticket did not see or know that there was any writing on the ticket, he is not bound by the conditions. This was the decision in Henderson v. Stevenson,52 where the plaintiff bought a ticket for transportation by steamer from Dublin to Whitehaven. On the face of the ticket were only the words "Dublin to Whitehaven." On

50 Dent v. Steamship Co., 49 N. Y. 390; Crook v. Cowan, 64 N. C. 743. 51 Dunlop v. Higgins, 1 H. L. Cas. 381 (Eng.); see subject, CONFLICT OF LAWS.

52 L. R. 2 H. L. Sc. App. 470 (Eng.).

the back of the same there was a statement exempting the company from liability with reference to baggage. The vessel was lost. The House of Lords held that the steamship company must pay for the lost baggage, because the plaintiff did not know of the statements on the back of the ticket, and consequently could not have assented thereto.

But, if a writing appears on the ticket, and, in the opinion of the jury, reasonable notice is thereby given that it contains conditions, the plaintiff is then presumed to have assented to the terms. This, of course, is not a true meeting of the minds of the offerer and offeree. If the purchaser knew there was a writing, and knew or believed that the writing contained conditions, then he is bound by those conditions.54

27. Agreements made by post.-An offer communicated by a letter is construed as being made during every instant of time until it has reached the person addressed, and a reasonable time has been given in which to accept or reject that offer.

Like any offer, it may be withdrawn by the sender at any time before acceptance. But the notice of withdrawal must reach or be communicated to the offeree in order to make it effective, because the acceptance of an offer by post is complete when the letter of acceptance is duly posted, properly addressed and postage prepaid. There is a complete agreement when this occurs, although the letter of withdrawal has been posted. The rule is that while the letter of revocation must reach the offeree in

53 Anson, Contracts (Huffcut's 2d ed.), p. 16; Parker v. Ry., 2 C. P. D. 416 (Eng.).

54 Harris v. G. W. Ry. Co., 1 Q. B. D. 515 (Eng.).